The Rupert Murdoch-controlled News Corp will pay $90m (£58m) in cash to Unruly and another 89m (£56m) if the company meets certain performance targets.

News Corp, whose revenue is largely dependent on its newspaper holdings in the US, Australia and the UK, has been diversifying its business as readers shift to digital media and newspapers advertising revenue slides.

Under the new deal, Unruly will be reporting to Rebekah Brooks, CEO of News UK.
“Unruly is a feisty and creative company with a start-up sensibility that fits perfectly with our own approach to developing businesses in the digital age," said News Corp CEO Robert Thomson.

"The acquisition will serve as a catalyst for our brands, helping to extend our expertise in the digital and mobile video area, whether through the fast-growing realtor.com in the US, Fox Sports in Australia, News America Marketing, HarperCollins Publishers, or our market-leading mastheads around the world," he added. "Unruly complements our traditional editorial and commercial expertise with contemporary insight into how people read, watch, buy and sell in the digital era."

Led by Unruly’s three co-founders, the business will operate as a separate business unit, reporting to Rebekah Brooks, CEO of News UK.

“We have always been pioneers in our field, so combining the formidable reach and resonance of our titles with their cutting-edge technology and video expertise will help accelerate our growth in this digital age,” said Brooks. “We look forward to working with one of Europe’s most highly regarded tech teams to create new premium video inventory for our News UK mastheads and other businesses, and to provide advertisers with best-in-class brand solutions across all platforms."

The transaction is subject to customary closing conditions and is expected to be completed by the end of September.

Unruly employs 200 people in 15 offices. Its primary base is Shoreditch in East London with further regional hubs in New York and Singapore.

“We are incredibly grateful for the passion and dedication of the whole Unruly team that has today resulted in this phenomenal opportunity for the business,” said Unruly co-founder and co-CEO Sarah Wood. “Unruly’s enthusiasm for transforming video advertising and our agile development culture will continue to drive our innovative approach towards digital marketing as we help advertisers reconnect with consumers and future-proof their video strategy.”

“What News Corp is attempting with its acquisition of Unruly is not that different to what a number of traditional media groups have been doing recently - boosting their ability to work with brands to find more engaging ways of communicating with consumers and answering the question of how to compete for spend that is increasingly going to the likes of Vice, Instagram etc.

“Unruly helps News Corp play in the earned media space, as well as providing a presence in some of the fastest growing areas of ad spend – social, video and native.

“The deal is structured with a very sizeable earnout, reflecting that this is a people-based deal as well as a tech deal, and will require News Corp to keep the business independent at least until the earnout expires.

“A number of their competitors have become part of larger groups in recent times: Adap.tv sold to AOL in 2013; LiveRail sold to Facebook in 2014 and Brightroll to Yahoo a few months after that. Quite naturally Unruly would want to secure the advantages that comes with being part of a larger group including audience reach and advertiser relationships.

“I think we’ll see them doing things in content, data, online 2 offline, maybe shopper, as they look at new and innovative ways to provide brands with effective means of engaging with their customers. The Unruly acquisition will also be a valuable tool to help engage with the notoriously difficult Millennial audience. News Corp might not know how to do this, but Unruly certainly does. It’s not surprising that News Corp would want some of this secret sauce.”